Greenbrier to Icahn: No deal

Written by
William C. Vantuono, Editor-in-Chief

The Greenbrier Companies has firmly rejected Carl Icahn-led American Railcar Industries’ conditional proposal to acquire Greenbrier for $22 per share. The offer “is unacceptable and not in the best interests of Greenbrier stockholders,” the company said in a statement released late Dec. 20.

Greenbrier also accused Icahn of making misleading statements. “[We have] refuted the characterization of events and discussions described in the letter from American Railcar to Greenbrier dated Dec. 19, 2012,” the company said. “Although representatives of the two companies and Greenbrier’s advisers have held discussions on numerous occasions since November 2012, at no point during these discussions did representatives of Greenbrier or its advisers invite or encourage American Railcar to make an offer to acquire Greenbrier for a price in the range of $20 to $22 per share. To the contrary, Greenbrier has made clear to Icahn and his representatives that a price range of $20 to $22 per share would not be acceptable.”

Greenbrier said its Board “continues to believe that a combination of Greenbrier and American Railcar could be beneficial to both companies and their stockholders, and remains ready and willing to continue discussions. However, the Board cannot support a transaction that undervalues the company and the potential benefits to American Railcar, or overvalues American Railcar. Whether or not conversations continue or an agreement is ultimately reached between Greenbrier and American Railcar, we remain confident that we have the right plan in place and are well-positioned for growth and stockholder value creation.”